We request to continue our ongoing, NIA cohort study (`LitCog'; R01AG030611). LitCog was designed to investigate associations between cognitive function and health literacy and how these factors affect performance on a range of common, health self-management tasks. Initially a cross-sectional study (LitCog I), 900 adults ages 55-74 were recruited in 2008 from 8 community-based, primary care practices in Chicago. Participants completed a series of comprehensive cognitive, psychological, social, behavioral, and health assessments (`T1' interview). We have now established a cohort with our first renewal (LitCog II), completing follow-up assessments every 3 years (T2, & T3; 78.2% retention rate). The objective of LitCog II has been to examine changes in cognitive function, health literacy, and self-management skills over 6 years, and their associations with patient-reported physical and mental health status. We have found: (1) cognitive function is strongly associated with health literacy - both factors decline over time (T1 to T3); (2) cognitive function and health literacy are associated with self-management skills and all are related to physical/mental health; (3) less-studied factors (e.g. patient activation, personality, technology use) may mediate/moderate associations. A final T4 assessment 10 years post-baseline is now proposed (LitCog III). This is an unprecedented opportunity to not only definitively learn whether cognitive function determines older adults' health literacy and self-management skills, but how these factors decline and impact health services use and outcomes over time. LitCog III is warranted for many reasons. First, with electronic access to medical/pharmacy records now at all sites (T1 to 1 year post T4), we can examine outcomes previously not possible due to limited resources, data availability, or insufficient follow-up time. Second, while decline in both cognitive function and health literacy is evident, the extent of decline is just emerging. Third, all participants hav a chronic illness, 77% have 2+, 60% have new diagnoses post-T1; effects of increasing disease/treatment burden on cognition, health literacy, and self-management skills has not been studied. Finally, 10 years of extended follow-up allows us to examine bi-directional associations between changes in cognitive function, health literacy, presence and clinical status of chronic disease. Our specific aims are to: Aim 1 Determine whether decline in cognitive function, health literacy and self-management skills over 10 years predict poorer health outcomes among older adults. Aim 2 Assess whether decline in cognitive function, health literacy and self-management skills leads to excess healthcare resource use among older adults. Aim 3 Identify less-studied factors that influence longitudinal associations between cognitive function, health literacy, self-management skills, and outcomes reported from Aims 1 and 2.